HomeMy WebLinkAboutContractDocuSign Envelope ID: FB956B8C-EFA3-4639-9D8C-1BBF294F35DA
AGREEMENT FOR CULTURAL RESOURCES ASSESSMENT FOR
CEDAR RIVER TRAIL BANK STABILIZATION PROJECT 149911
THIS AGREEMENT, dated for reference purposes only as June 26, 2024, is by and between the
City of Renton (the "City"), a Washington municipal corporation, and Northwest Heritage
Consultants, LLC OBA Cultural Resource Consultants ("Consultant"), a Washington limited liability
company. The City and the Consultant are referred to collectively in this Agreement as the
"Parties." Once fully executed by the Parties, this Agreement is effective as of the last date signed
by both parties.
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Scope of Work: Consultant agrees to provide a cultural resources assessment as specified
in Exhibit "A," which is attached and incorporated herein and may hereinafter be referred
to as the "Work."
Changes in Scope of Work: The City, without invalidating this Agreement, may order
changes to the Work consisting of additions, deletions or modifications. Any such changes
to the Work shall be ordered by the City in writing and the Compensation shall be
equitably adjusted consistent with the rates set forth in Exhibit "A" or as otherwise
mutually agreed by the Parties.
Time of Performance: Consultant shall commence performance of the Agreement
pursuant to the schedule(s) set forth in Exhibit "A." All Work shall be performed by no
later than Friday, August 30, 2024.
Compensation:
A.Amount. Total compensation to Consultant for Work provided pursuant to this
Agreement shall not exceed $5,495.00, plus any applicable state and local sales taxes.
Compensation shall be paid as a flat rate fixed sum according to the rate(s) or amounts
specified in Exhibit "A." The Consultant agrees that any hourly or flat rate charged by
it for its Work shall remain locked at the negotiated rate(s) unless otherwise agreed
to in writing or provided in Exhibit "A." Except as specifically provided herein, the
Consultant shall be solely responsible for payment of any taxes imposed as a result of
the performance and payment of this Agreement.
B.Method of Payment. On a monthly or no less than quarterly basis during any quarter
in which Work is performed, the Consultant shall submit a voucher or invoice in a form
CAG-24-178
DocuSign Envelope ID: FB956B8C-EFA3-4639-9D8C-1BBF294F35DA
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specified by the City, including a description of what Work has been performed, the
name of the personnel performing such Work, and any hourly labor charge rate for
such personnel. The Consultant shall also submit a final bill upon completion of all
Work. Payment shall be made by the City for Work performed within thirty (30)
calendar days after receipt and approval by the appropriate City representative of the
voucher or invoice. If the Consultant's performance does not meet the requirements
of this Agreement, the Consultant will correct or modify its performance to comply
with the Agreement. The City may withhold payment for work that does not meet the
requirements of this Agreement.
C.Effect of Payment. Payment for any part of the Work shall not constitute a waiver by
the City of any remedies it may have against the Consultant for failure of the
Consultant to perform the Work or for any breach of this Agreement by the
Consultant.
D.Non-Appropriation of Funds. If sufficient funds are not appropriated or allocated for
payment under this Agreement for any future fiscal period, the City shall not be
obligated to make payments for Work or amounts incurred after the end of the
current fiscal period, and this Agreement will terminate upon the completion of all
remaining Work for which funds are allocated. No penalty or expense shall accrue to
the City in the event this provision applies.
Termination:
A.The City reserves the right to terminate this Agreement at any time, with or without
cause by giving ten (10) calendar days' notice to the Consultant in writing. In the event
of such termination or suspension, all finished or unfinished documents, data, studies,
worksheets, models and reports, or other material prepared by the Consultant
pursuant to this Agreement shall be submitted to the City, if any are required as part
of the Work.
B.In the event this Agreement is terminated by the City, the Consultant shall be entitled
to payment for all hours worked to the effective date of termination, less all payments
previously made. If the Agreement is terminated by the City after partial performance
of Work for which the agreed compensation is a fixed fee, the City shall pay the
Consultant an equitable share of the fixed fee. This provision shall not prevent the
City from seeking any legal remedies it may have for the violation or nonperformance
of any of the provisions of this Agreement and such charges due to the City shall be
deducted from the final payment due the Consultant. No payment shall be made by
the City for any expenses incurred or work done following the effective date of
termination unless authorized in advance in writing by the City.
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Warranties And Right To Use Work Product: Consultant represents and warrants that
Consultant will perform all Work identified in this Agreement in a professional and
workmanlike manner and in accordance with all reasonable and professional standards
and laws. Compliance with professional standards includes, as applicable, performing the
Work in compliance with applicable City standards or guidelines (e.g. design criteria and
Standard Plans for Road, Bridge and Municipal Construction). Professional engineers shall
certify engineering plans, specifications, plats, and reports, as applicable, pursuant to
RCW 18.43.070. Consultant further represents and warrants that all final work product
created for and delivered to the City pursuant to this Agreement shall be the original work
of the Consultant and free from any intellectual property encumbrance which would
restrict the City from using the work product. Consultant grants to the City a non
exclusive, perpetual right and license to use, reproduce, distribute, adapt, modify, and
display all final work product produced pursuant to this Agreement. The City's or other's
adaptation, modification or use of the final work products other than for the purposes of
this Agreement shall be without liability to the Consultant. The provisions of this section
shall survive the expiration or termination of this Agreement.
Record Maintenance: The Consultant shall maintain accounts and records, which
properly reflect all direct and indirect costs expended and Work provided in the
performance of this Agreement and retain such records for as long as may be required by
applicable Washington State records retention laws, but in any event no less than six
years after the termination of this Agreement. The Consultant agrees to provide access
to and copies of any records related to this Agreement as required by the City to audit
expenditures and charges and/or to comply with the Washington State Public Records Act
(Chapter 42.56 RCW). The provisions of this section shall survive the expiration or
termination of this Agreement.
Public Records Compliance: To the full extent the City determines necessary to comply
with the Washington State Public Records Act, Consultant shall make a due diligent search
of all records in its possession or control relating to this Agreement and the Work,
including, but not limited to, e-mail, correspondence, notes, saved telephone messages,
recordings, photos, or drawings and provide them to the City for production. In the event
Consultant believes said records need to be protected from disclosure, it may, at
Consultant's own expense, seek judicial protection. Consultant shall indemnify, defend,
and hold harmless the City for all costs, including attorneys' fees, attendant to any claim
or litigation related to a Public Records Act request for which Consultant has responsive
records and for which Consultant has withheld records or information contained therein,
or not provided them to the City in a timely manner. Consultant shall produce for
distribution any and all records responsive to the Public Records Act request in a timely
manner, unless those records are protected by court order. The provisions of this section
shall survive the expiration or termination of this Agreement.
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Independent Contractor Relationship:
A.The Consultant is retained by the City only for the purposes and to the extent set forth
in this Agreement. The nature of the relationship between the Consultant and the City
during the period of the Work shall be that of an independent contractor, not
employee. The Consultant, not the City, shall have the power to control and direct the
details, manner or means of Work. Specifically, but not by means of limitation, the
Consultant shall have no obligation to work any particular hours or particular
schedule, unless otherwise indicated in the Scope of Work or where scheduling of
attendance or performance is mutually arranged due to the nature of the Work.
Consultant shall retain the right to designate the means of performing the Work
covered by this agreement, and the Consultant shall be entitled to employ other
workers at such compensation and such other conditions as it may deem proper,
provided, however, that any contract so made by the Consultant is to be paid by it
alone, and that employing such workers, it is acting individually and not as an agent
for the City.
B.The City shall not be responsible for withholding or otherwise deducting federal
income tax or Social Security or contributing to the State Industrial Insurance
Program, or otherwise assuming the duties of an employer with respect to Consultant
or any employee of the Consultant.
C.If the Consultant is a sole proprietorship or if this Agreement is with an individual, the
Consultant agrees to notify the City and complete any required form if the Consultant
retired under a State of Washington retirement system and agrees to indemnify any
losses the City may sustain through the Consultant's failure to do so.
Hold Harmless: The Consultant agrees to release, indemnify, defend, and hold harmless
the City, elected officials, employees, officers, representatives, and volunteers from any
and all claims, demands, actions, suits, causes of action, arbitrations, mediations,
proceedings, judgments, awards, injuries, damages, liabilities, taxes, losses, fines, fees,
penalties, expenses, attorney's or attorneys' fees, costs, and/or litigation expenses to or
by any and all persons or entities, arising from, resulting from, or related to the negligent
acts, errors or omissions of the Consultant in its performance of this Agreement or a
breach of this Agreement by Consultant, except for that portion of the claims caused by
the City's sole negligence.
Should a court of competent jurisdiction determine that this agreement is subject to RCW
4.24.115, (Validity of agreement to indemnify against liability for negligence relative to
construction, alteration, improvement, etc., of structure or improvement attached to real
estate ... ) then, in the event of liability for damages arising out of bodily injury to persons
or damages to property caused by or resulting from the concurrent negligence of the
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Consultant and the City, its officers, officials, employees and volunteers, Consultant's
liability shall be only to the extent of Consultant's negligence.
It is further specifically and expressly understood that the indemnification provided in
this Agreement constitute Consultant's waiver of immunity under the Industrial
Insurance Act, RCW Title 51, solely for the purposes of this indemnification. The Parties
have mutually negotiated and agreed to this waiver. The provisions of this section shall
survive the expiration or termination of this Agreement.
Gifts and Conflicts: The City's Code of Ethics and Washington State law prohibit City
employees from soliciting, accepting, or receiving any gift, gratuity or favor from any
person, firm or corporation involved in a contract or transaction. To ensure compliance
with the City's Code of Ethics and state law, the Consultant shall not give a gift of any kind
to City employees or officials. Consultant also confirms that Consultant does not have a
business interest or a close family relationship with any City officer or employee who was,
is, or will be involved in selecting the Consultant, negotiating or administering this
Agreement, or evaluating the Consultant's performance of the Work.
City of Renton Business License: Unless exempted by the Renton Municipal Code,
Consultant shall obtain a City of Renton Business License prior to performing any Work
and maintain the business license in good standing throughout the term of this
agreement with the City.
Information regarding acquiring a city business license can be found at:
https :ljwww.rentonwa.gov/Tax
Information regarding State business licensing requirements can be found at:
https:ljdor.wa.gov/doing-business/register-my-business
Insurance: Consultant shall secure and maintain:
A.Commercial general liability insurance in the minimum amounts of $1,000,000 for
each occurrence/$2,000,000 aggregate for the Term of this Agreement.
B.In the event that Work delivered pursuant to this Agreement either directly or
indirectly involve or require Professional Services, Professional Liability, Errors and
Omissions coverage shall be provided with minimum limits of $1,000,000 per
occurrence. "Professional Services", for the purpose of this section, shall mean any
Work provided by a licensed professional or Work that requires a professional
standard of care.
C.Workers' compensation coverage, as required by the Industrial Insurance laws of the
State of Washington, shall also be secured.
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Approved by Cheryl Beyer via email 6/7/2024
DocuSign Envelope ID: FB95688C-EFA3-4639-9D8C-1BBF294F35DA
EXHIBIT "A"
Scope of Work -Cultural Resources Assessment
Cedar River Trail Bank Stabilization Project 149911
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DocuSign Envelope ID: FB956B8C-EFA3-4639-9D8C-1BBF294F35DA
CITY OF RENTON
PARKS AND RECREATION DEPARTMENT
Parks and Trails Division
Renton City Hall, 1055 S Grady Way
Renton, WA 98057
c/o Cailln Hunsaker,
Parks and Trails Director
(425)430-6606, cell (425) 757-3007
chu nsaker@rentonwa.gov
SCOPE OF WORK -EXHIBIT "A"
SCOPE OF WORK: CULTURAL RESOURCES ASSESSMENT
Consultant shall provide all labor, materials, and equipment to complete the following
tasks:
•Background research,
•Field identification,
•Documentation of findings,
•Cultural Resources Assessment Report.
PROJECT DESCRIPTION
Project actions include site preparation and temporary trail relocation with installation of
temporary erosion control Best Management Practices. Bank stabilization will
temporarily isolate work area along the toe of the eroding bank from the broader Cedar
River by installing a gravity-type cofferdam structure. To access the eroding bank for
grading and installing large woody material (LWM) structures it will be necessary to
excavate existing historic fill or native soil to create an access route and one or more
work benches for equipment. The reconstructed bank will be filled, graded and blended
into the existing bank at the upstream and downstream ends. The temporary trail will
be removed and restored to its original alignment and width. Soil will be restored to its
original topography and planted with a variety of seeds and plantings.
Project extent = 590' long x 150' wide, as depicted by 'Approximate Project Disturbance
Limits' in Drawing No. 2.0 of 50 Percent Design.
CONTROLLING DOCUMENTS
•'Cedar River Trail RM 2.13 Bank Stabilization Project' Renton, WA, 50 Percent
Design by Geoengineers, Inc. dated 6/20/23 (EXHIBIT "B'J.
•Washington State Executive Order 21-02 -Archaeology and Cultural Resources
(EXHIBIT "C'J.
•'State and Federal Laws to be Observed' (EXHIBIT "D'J: In particular, The
Reservoir Salvage Act Of 1960, As Amended by The Archaeological and Historic
Preservation Act Of 1974 (16 U.S.C. 469 et seq.) and The Archaeological and
Historical Data Preservation Act Of 1974 (16 U.S.C. 469 a-1 et seq.).
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